CI Financial Income Fund and Rockwater Capital Corp. announced that CI’s take-over bid and circular relating to its offer to acquire all of the outstanding shares of Rockwater, and the directors’ circular reflecting Rockwater’s board of directors recommendation of CI’s offer, were mailed to Rockwater’s shareholders on February 23.
The offer was made in accordance with the parties’ previously disclosed support agreement.
The offer has been made at an offer price of $7.62 per Rockwater share. Rockwater shareholders can choose to be paid, at their election, in cash, CI units, or a combination of the foregoing.
The offer price was adjusted from the previously disclosed amount of $7.65 per Rockwater share in accordance with the terms of the support agreement on the basis of Rockwater’s notice to CI of a change in the number of outstanding Rockwater shares. The purchase price adjustment does not affect the overall value of, or the total purchase price payable under, the offer.
The offer will expire at 17:00 ET on Monday, April 2, and is conditional upon a minimum of 66 2/3% of the fully-diluted common shares being deposited, regulatory approvals and other customary conditions.
Rockwater’s board of directors has received a fairness opinion from Merrill Lynch Canada Inc. stating that the consideration to be received pursuant to the offer is fair from a financial point of view to all shareholders of Rockwater. Rockwater’s board of directors has agreed to support the offer as being in the best interests of shareholders and, accordingly, is recommending that shareholders accept the offer. Certain of Rockwater’s directors and officers, representing in aggregate approximately 7% of Rockwater’s fully-diluted shares, have agreed to support the offer and tender all shares to the bid.
GMP Securities L.P. acted as the exclusive financial advisor to CI in its bid to purchase Rockwater.
CI Financial mails offer to acquire Rockwater
- By: IE Staff
- February 26, 2007 February 26, 2007
- 08:15